THE NEW SCHAFF-HERZOG
religious corporations can now be formed in most of the American states contain provisions authorizing the legislature to alter, amend, or repeal any charter granted. Another limitation of corporate powers is that charters granted to corporations by the State may be seized either for non-use or misuse of powers. Further, the granting of a charter does not prevent a state from exercising to a reasonable extent its police or judicial powers. In some states the duration or life of a religious corporation is limited by statute. If no limit is specified, the corporation may enjoy a perpetual existence. The life of a religious corporation dates in law from its organization, not from the time it began to exercise its corporate powers. That a religous corporation is a corporation de facto may be proved by showing the existence of a charter at a prior time, or by showing some law under which it could have been created and an actual use of the rights claimed to have been conferred. Where such a body has for a number of years and in good faith exercised the privileges of a corporation, its legal incorporation will be presumed. If the statute which provides for the incorporation of religious societies does not make incorporation obligatory upon such societies but merely prescribes the mode of incorporation, in case there is no evidence that a society took any of the steps prescribed or assumed to act as a corporation, its incorporation under the statute will not be presumed. But a mere use of corporate powers limited to the maintenance of religious observances is not sufficient to establish a corporation de facto (Van Buren vs. Reformed Church, 62 Barb. N. Y. 495).
Classified as to the number of natural persons vested with corporate powers, religious corporations are either aggregate or sole. By far the greater number are aggregate, composed of 3. Cor- three or more persons. The corporaporations tion sole is found where one person Sole and holding an ecclesiastical office is by Aggregate, law vested with all the attributes of a corporation. Such corporate attributes attach to the office and pass to each succeeding incumbent, thereby maintaining continuously the life of the corporation. During a vacancy in the ecclesiastical office the law regards the corporate functions as suspended merely and not as destroyed. The ecclesiastical corporation sole has not been favored in American legislation. It is expressly forbidden in the states of Delaware, Michigan, New York, and Pennsylvania. It is provided for by statute in the states of Oregon and New Jersey. Massachusetts and several other states have granted charters of incorporation to single church officials by special legislative acts. The object of the churches in securing such incorporations was to make more effective certain features of their polities. Incorporation of this kind has been sought by denominations having an episcopal form of polity. Thus the Oregon statute provides for the granting of corporate powers to bishops, overseers, and presiding elders. The composition of the religious corporations aggregate depends upon the provisions of the statute in each state, and in this matter the states are broadly divided. The language of many
statutes is to the effect that any religious society or church may become incorporated by following a prescribed procedure. The language of other statutes is to the effect that religious societies or churches having appointed or elected trustees, the same may become a civil corporation. This difference is not as radical as would appear, for in cases where the law permits churches to be incorporated, provision is made for the election or appointment of trustees in whom are vested the corporate functions, thereby leaving to the church body the sole duty of producing such trustees. Under either system the corporations have the same functions in law. In a number of states supplemental provisions have been enacted to provide corporations composed of certain officials for the benefit of churches of particular denominations.
The primary object of religious incorporation in the United States is the care of real property devoted to the purposes of religion. In
4. Objects the corporation as such is vested the of Incor- title to church property. Along with poration. the vesting of such title go all the. attributes of legal ownership, to be exercised, however, solely for the benefit of the religious body which the corporation serves. In this relation the corporation is a trustee and the church is the party with the full beneficial interest. While the corporation so serves the church, it is not within the jurisdiction of the church judicatories, but is responsible for the proper performance of its duties to the civil courts, before whom it may be brought by any party in interest. The courts have recognized, in addition to the primary trust for the holding of specific property and its right use for the benefit of a certain religious body, religious corporations as possessing the inherent capacity of executing additional trusts of a distinctly religious, charitable, or educational nature if not too far removed from the primary object of the particular corporation acting as trustee. With this sanction many special trust funds have developed in the hands of local religious corporations. The dissolution of a local church body does not cause the dissolution of the corporation so long as there is real property to be held or transferred or trusts to be administered.
In order properly to perform their functions religious corporations are now vested with ample powers. The granting of increased
5. Powers, powers was a marked feature of legis-
lation during the second half of the nineteenth century. Conspicuous was the increase in the amount of real property which religious corporations might hold. Moreover, all the normal powers of private corporations have been recognized as belonging to religious corporations. Specifically, these corporations have power to preserve their existence by filling vacancies. They may for their own government adopt by-laws, which, however, may not be inconsistent either with the provisions of the statute under which the corporation was organized or with the rules adopted by the church body with which the corporation is connected. If the local church is a member of some denominational organization, the by-laws of a local